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Registration number: 09674630

Prepared for the registrar

Go2 Holdings Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 March 2023

 

Go2 Holdings Limited

Contents

Company Information

1

Balance Sheet

2

Notes to the Unaudited Financial Statements

3 to 8

 

Go2 Holdings Limited

Company Information

Directors

D E Cronshaw

A Cronshaw

Registered office

Staverton Court
Staverton
Cheltenham
Gloucestershire
GL51 0UX

Accountants

Hazlewoods LLP
Staverton Court
Staverton
Cheltenham
Gloucestershire
GL51 0UX

 

Go2 Holdings Limited

(Registration number: 09674630)
Balance Sheet as at 31 March 2023

Note

2023
 £

2022
 £

Fixed assets

 

Investments

4

2,796,770

2,796,770

Current assets

 

Cash at bank and in hand

 

612

111

Creditors: Amounts falling due within one year

5

(2,294,685)

(2,135,890)

Net current liabilities

 

(2,294,073)

(2,135,779)

Total assets less current liabilities

 

502,697

660,991

Creditors: Amounts falling due after more than one year

5

-

(182,165)

Net assets

 

502,697

478,826

Capital and reserves

 

Called up share capital

7

235

235

Share premium reserve

374,965

374,965

Profit and loss account

127,497

103,626

Total equity

 

502,697

478,826

For the financial year ending 31 March 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime and the option not to file the Profit and Loss Account has been taken.

Approved and authorised by the Board on 19 March 2024 and signed on its behalf by:
 


D E Cronshaw
Director

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
Staverton Court
Staverton
Cheltenham
Gloucestershire
GL51 0UX

The principal place of business is:
Unit 2
Topaz Business Park
Birmingham Road
Bromsgrove
B61 0GD

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Group accounts not prepared

The company is part of a small group. The company has taken advantage of the exemption provided by Section 398 of the Companies Act 2006 and has not prepared group accounts.

Going concern

At the balance sheet date the company had net current liabilities of £2,275,716 and is supported by amounts due to a subsidiary undertaking of £1,651,575. This subsidiary undertaking has indicated that they will continue to financially support the company in the twelve months from the date of approval of these financial statements, however there is no written agreement to such effect.

On this basis the directors have prepared the financial statements on a going concern basis and therefore these statements do not include the adjustments which would arise if support from related parties were to be withdrawn.

Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
 

Judgements

No significant judgements have been made by management in preparing these financial statements.

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

Key sources of estimation uncertainty

No key sources of estimation uncertainty have been identified by management in preparing these financial statements other than those detailed in these accounting policies.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and specific criteria have been met for each of the company's activities.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Investments

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.

Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Tax

The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred corporation tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred corporation tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Dividends

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

The recoverable amount of goodwill is derived from measurement of the present value of the future cash flows of the cash-generating units ('CGUs') of which the goodwill is a part. Any impairment loss in respect of a CGU is allocated first to the goodwill attached to that CGU, and then to other assets within that CGU on a pro-rata basis.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

 

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 2 (2022 - 2).

 

4

Investments

2023
£

2022
£

Investments in subsidiaries

2,796,770

2,796,770

Subsidiaries

£

Cost

At 1 April 2022

2,796,770

At 31 March 2023

2,796,770

Carrying amount

At 31 March 2023

2,796,770

At 31 March 2022

2,796,770

Details of undertakings

Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:

Undertaking

Registered office

Holding

Proportion of voting rights and shares held

     

2023

2022

Subsidiary undertakings

Vigo Software Limited

England and Wales

Ordinary

80%

80%

Subsidiary undertakings

Vigo Software Limited

The principal activity of Vigo Software Limited is that of software development..

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

 

5

Creditors

Note

2023
 £

2022
 £

Loans and borrowings

6

565,050

815,050

Amounts due to related parties

 

1,651,575

1,268,235

Accrued expenses

 

59,703

52,605

Corporation tax liability

18,357

-

 

2,294,685

2,135,890

Note

2023
£

2022
£

Loans and borrowings

6

-

182,165

 

6

Loans and borrowings

2023
£

2022
£

Current loans and borrowings

Bank borrowings

-

250,000

Other borrowings

565,050

565,050

565,050

815,050

2023
£

2022
£

Non-current loans and borrowings

Bank borrowings

-

182,165

Bank borrowings

Bank borrowings in the subsidiary company are secured by a debenture over all assets held by the company and the assets of its subsidiary undertaking.

Other borrowings

Other borrowings of £490,250 (2022 - £490,250) are secured by a debenture over all assets held by the company and the assets of its subsidiary undertaking.

Also included within other borrowings is a loan from a director of the company with a carrying amount of £74,800 (2022 - £74,800) which bears interest at a rate of 10%.

 

Go2 Holdings Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 March 2023

 

7

Share capital

Allotted, called up and fully paid shares

 

2023

2022

 

No.

£

No.

£

A Ordinary of £0.01 each

14,092

140.92

14,092

140.92

B Ordinary of £0.01 each

1,200

12.00

1,200

12.00

C Ordinary of £0.01 each

1,177

11.77

1,177

11.77

E Ordinary of £0.01 each

3,529

35.29

3,529

35.29

D Ordinary of £0.01 each

1,177

11.77

1,177

11.77

F Ordinary of £0.01 each

1,177

11.77

1,177

11.77

G Ordinary of £0.01 each

1,177

11.77

1,177

11.77

 

23,529

235.29

23,529

235.29

Rights of shares

The different classes of shares referred to above carry separate rights to dividends but, in all other significant respects, rank pari passu.